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Greene
Concepts, Inc.

13195 U.S.
Highway 221 N

Marion, North
Carolina, 28752

(844) 889-2837

January 7, 2019

U.S. Securities and Exchange
Commission

100 F Street, N.E.

Washington, DC. 20549

Attn: Thomas Jones and
Kate McHale

Re:
Greene Concepts, Inc.

Offering
Statement on Form 1-A Filed October 2, 2019

File No. 024-11090

Dear Ladies and Gentlemen:

We
hereby submit the response of Greene Concepts, Inc. (the “Company”) to the comments of the staff (the “Staff”)
of the U.S. Securities and Exchange Commission set forth in the Staff’s letter, dated October 29, 2019, providing the Staff’s
comments with respect to the Company’s Regulation A Offering Statement on Form 1-A (as amended, the “Offering Statement”).

For
the convenience of the Staff, each of the Staff’s comments is included followed by the corresponding response of the Company.
Unless the context indicates otherwise, references in this letter to “we,” “us” and “our”
refer to the Company on a consolidated basis.

Form 1-A
filed October 2, 2019 General

 1. We
                                         note that you acquired Mammoth Ventures Inc., formerly known as North Cove Springs Bottling
                                         and Beverage, Inc., for $1,350,000. Please tell us how you determined that financial
                                         statements for Mammoth and pro forma financial information were not required in your
                                         offering statement pursuant to Part F/S(b)(7)(iii) and (iv) of Form 1-A of
                                         Regulation A. Additionally, please clarify whether the date of the acquisition
                                         was December 24, 2018 or February 6, 2019.

Response:
On November 29, 2018 Mammoth Ventures Inc. (“Mammoth”) was incorporated by BNL Capital LLC, whose principals
are Robert Levit and Loren Brown (“BNL Capital”) in the State of Florida for the purpose of acquiring the water
plant located at 13195 Highway 221N, Marion, North Carolina 28752 comprised of real property, a building and certain water rights
(the “North Carolina Facility”) from North Cove Springs Bottling and Beverage, Inc. and its owner Chris Mencis
(collectively, “North Cove”). The acquisition of the assets constituting the North Carolina Facility by Mammoth
closed on February 5, 2019. For at least six years prior to the acquisition of the assets of the North Carolina Facility, North
Cove had no operations whatsoever, had no employees and generated no revenue from any source. The North Carolina Facility was
dormant during that entire period. Thereafter, on the next day, February 6, 2019, the Company acquired all of the issued and outstanding
capital stock of Mammoth from BNL Capital. Mammoth had no operations other than the ownership of the assets constituting the North
Carolina Facility, which did not operate, from the date of its acquisition of the North Carolina Facility on February 5, 2019
to the date that BNL Capital sold all of the outstanding capital stock of Mammoth to the Company on the next day, February 6,
2019.

The
Company respectfully advises the Staff that it considered the provisions of FASB Accounting Standards Codification Topic 805,
Business Combinations (“Topic 805”), to determine whether an acquisition of all of the outstanding capital
stock of Mammoth should be treated as business combination or an asset acquisition in accordance with GAAP. If the acquisition
of Mammoth does not meet the definition of a “business” under Topic 805, the Company accounts for the transaction
as an asset acquisition rather than a business combination. On the other hand, if the acquisition of Mammoth meets the definition
of a business under Topic 805, the Company applies the acquisition method of accounting for a business combination as provided
for in Topic 805.

Topic
805 defines the term “business” as “[a]n integrated set of activities and assets that is capable of being conducted
and managed for the purpose of providing a return in the form of dividends, lower costs, or other economic benefits directly to
investors or other owners, members, or participants.” Topic 805 also sets forth additional guidance on what constitutes
a business and provides that a business is comprised of three elements: input; process; and output. Topic 805 defines the first
element, input, as “[a]ny economic resource that creates, or has the ability to create, outputs when one or more processes
are applied to it.” Topic 805 defines the second element, process, as “[a]ny system, standard, protocol, convention,
or rule that when applied to an input or inputs, creates or has the ability to create outputs.” Topic 805 provides examples
of what constitutes a process, which include “strategic management processes, operational processes, and resource management
processes.” With respect to the third element, output, Topic 805 provides that outputs are created by the combination of
the first two elements (i.e. inputs and processes applied to those inputs), but are not required for an integrated set to qualify
as a business.

BNL
Capital formed Mammoth as a holding company for the sole purpose of facilitating its acquisition of the North Carolina Facility
and subsequent transfer of the North Carolina Facility (through the transfer of all of the capital stock of Mammoth) to the Company.
For at least the last six years, there have been no operating activities at North Cove, including its North Carolina Facility.
All equipment was inactive, there were no employees or any operational activities or binding agreements with third parties since
such date. The Company also considered Rule 11-01 of Regulation S-X to determine if the acquisition of the capital stock of Mammoth
from BNL Capital was an acquisition of a business for the purposes of providing historical financial statements of Mammoth/North
Cove. The Company concluded that disclosure of any prior financial information of Mammoth/North Cove would not be material to
an understanding of future operations, and also considered the following facts and circumstances, each in accordance with Rule
11-01(d) of Regulation S-X:

 · North
                                         Cove had no revenue or customer base;

 · Although
                                         North Cove owned the North Carolina Facility, which included equipment and other tangible
                                         assets, the North Carolina Facility was not operational, and a significant investment
                                         would be (is) required in order to refurbish or replace the existing equipment to make
                                         the North Carolina Facility operational. The North Carolina Facility did not have the
                                         ability to manufacture any products;

 · The
                                         North Carolina Facility required significant capital improvements and development efforts
                                         and needed to obtain necessary governmental approvals before commencing operations. It
                                         took several months from the date of acquisition of the North Carolina Facility to refurbish
                                         and improve the facility and to get it ready for the manufacture of bottled water. The
                                         Company does not expect to be able to begin selling bottled water until sometime during
                                         the first half of 2020;

 · Mammoth/North
                                         Cove had no employees and a skilled workforce would need to be hired and trained in order
                                         to refurbish the North Carolina Facility, obtain regulatory approvals and begin to manufacture
                                         products;

 · There
                                         is no market distribution system or sales force in place;

 · There
                                         is no customer base;

 · There
                                         are no tradenames that were acquired from North Cove; and

 · There
                                         were no processes in place at the time the Company acquired Mammoth. Mammoth had not
                                         formalized any development plans, obtained regulatory approvals required to commence
                                         operations or finalized any agreements with persons or entities with the capacity to
                                         develop and commercialize any products.

Accordingly,
the Company concluded that the acquisition of the capital stock of Mammoth from BNL Capital does not represent the acquisition
of a business and that the Company is not required to include financial statements or pro forma financial information for Mammoth/North
Cove in accordance with Rule 11-01 of Regulation S-X.

 2. We
                                         note that Exhibit 6.2 refers to Ms. Howard, the Chief Executive Officer and Principal
                                         Accounting Officer, as a contractor. Please tell us and disclose whether you consider
                                         Ms. Howard to be a contractor or an employee of the company. If she is a contractor,
                                         please provide analysis with regard to New York Business Corporation Law and your Bylaws
                                         as to how the Company may legally fill this position with a contractor. Include a discussion
                                         regarding the difference in state and federal liability of a contractor compared to an
                                         employee of the company.

Response:
After filing the Offering Statement, on November 19, 2019, Ms. Howard resigned from her position as Chief Executive Officer of
the Company and as sole director of the Company and was replaced by Leonard Greene, who has become the Company’s Chief
Executive Officer, President and sole director of the Company. Mr. Greene was previously associated with the Company when the
Company ran its legacy business which was the manufacture and distribution of a line of 25 high quality consumer focused
inkjet kits. Ms. Howard was simultaneously appointed as the chief innovation officer of our subsidiary, Mammoth Ventures
Inc., and acts in such capacity as a contractor to the Company. Mr. Greene has entered into an employment offer letter with
the Company, which is now summarized in the “Directors, Executive Officers and Significant Employees”
section of the Offering Statement and acts as an employee to (and not a contractor of) the Company.

Overview, page 1

 3. Please
                                         reconcile your disclosure on page 1 that on February 6, 2019, BNL Capital agreed
                                         to sell 100% of the outstanding shares of Mammoth to you with your disclosure
                                         on page 26 that in November 2018 you formed Mammoth as a wholly owned subsidiary and
                                         on December 24, 2018 Mammoth entered into an agreement to acquire the Marion facility.
                                         Please make conforming changes throughout the offering statement.

Response:
In response to the Staff’s comment, we have revised the disclosure on page 1 and made conforming changes throughout the
offering statement to clarify that the Company did not form Mammoth, rather the Company acquired Mammoth on February 6, 2019 from
BNL Capital as described in more detail in response to comment number 1 above. We will also clarify throughout the offering statement
that Mammoth owned the North Carolina Facility prior to the Company’s acquisition of all of the outstanding capital stock
of Mammoth.

The Offering, page
5

 4. We
                                         note your disclosure on page 5 that the minimum subscription amount is

$100. Please tell
us with specificity which provision in the subscription agreement mentions a minimum subscription amount of $100.

Response: In response to the Staff’s comment, we have revised the subscription agreement to clearly specify in new
Section 1(d) that the minimum subscription amount is $100, unless the Company otherwise agrees.

Since our officers
and directors have substantial influence over the company, page 12

 5. On
                                         page 12 you refer to your directors and executive officers have significant control over
                                         stockholder matters and the substantial equity interest held by your CEO. However,
                                         you disclose on page 33 that your officers and directors as a group beneficially own
                                         0.23% of the total voting stock of the company. Please reconcile. Also, tell us how you
                                         calculated the percentage ownership of your officers and directors mentioned on page
                                         12 if all of the shares offered are sold.

Response:
In response to the Staff’s comment, we revisited our disclosure and determined that this risk factor does not apply to our
company, as our directors and officers only own a small percentage of the Company. We have removed all references in the offering
statement regarding the directors and executives officers having significant control over stockholder matters and substantial
equity interests.

Use of Proceeds,
page 19

 6. Please
                                         revise the disclosure in this section to explain how the proceeds will be used for the
                                         four phases mentioned on page 29.

Response:
In response to the Staff’s comment, we have revised the disclosure in the Section captioned “Management’s Discussion
and Analysis of Financial Condition and Results of Operation – Plan of Operation” to explain how the proceeds of the
Offering will be broken down under different expenditure categories identified in the Use of Proceeds Section (other than working
capital reserves) given the different phases of our twelve month Plan of Operation. The total amount to be spent during the first
twelve months under our Plan of Operation excludes an $87,000 working capital reserve. Assuming we are able to raise at least
$750,000 in gross proceeds (25% of our maximum aggregate offering amount), we would spend those funds over a twelve month period
as provided in our Plan of Operation. We have added a cross reference in our Use of Proceeds section to refer readers to this
breakdown. The revised Plan of Operation is as follows:

Phase
One - Estimated cost of $60,000, allocated as follows: $20,000 – Engineering and Prototyping, $20,000 - Production and
Inventory; and $20,000 Administrative and Corporate Expenses.

Phase
Two - Estimated cost of $150,000 allocated as follows: $130,000 - Production and Inventory; and $20,000 Administrative and
Corporate Expenses.

Phase
Three – Estimated cost of $200,000 allocated as follows: $100,000 – Production and Inventory; $50,000 Administrative
and Corporate Expenses; $45,000 – Marketing; and $5,000 – Professional Fees and Compensation.

Phase
Four – Estimated cost of $200,000, allocated as follows: $155,000 – Marketing; $35,000 – Administrative
and Corporate Expenses; and $10,000 Professional Fees and Compensation.

Description
of Business Government Regulation, page 20

 7. Please
                                         include a discussion regarding your plans to bring your "nutritionally enhanced"
                                         beverage to market and the regulatory process with the FDA and other agencies you mention
                                         o